Prepared by U.S. Legal Forms, Inc.
Copyright 2016 - U.S. Legal Forms, Inc.The contents of this package are as follows:1. Statutory Reference
2. Selections from Statutes
3. Forms List
4. Notes on Downloading the Forms
5. Notes on Completing the Forms
6. Instructions and Steps
7. Accessories
8. Disclaimer
STATE OF NORTH DAKOTA
PROFESSIONAL CORPORATION
Control Number: ND-00INC2
PROFESSIONAL SERVICE CORPORATIONfor State-Licensed Professionals
STATE OF NORTH DAKOTA Electronic Version
Statutory References
http://www.legis.nd.gov/cencode/t10c31.pdf
NORTH DAKOTA CENTURY CODE
Title 10 – Chapter 31: Professional Organizations Act
Selections from Statutes
What follows are selections from selected statutes of the North Dakota Century Code. We provide these selections to
you for your convenience, as we feel they may be of interest and instructional value to you as you use this package.
Please note that these selections do not include all statutes relevant to professional corporations, and of those that
are listed some parts are omitted. Refer to the complete published statutes and seek t he advice of a local attorney
when making decisions regarding the corporation.
10-31-01. Definitions. As used in this chapter, unless the context otherwise requires:
1. "Create" means to form an organization by:
a. Incorporating a professional corporation; …
2. "Executive" means an officer or a director of a professional corporation …
5. "Owner" means a shareholder of a professional corporation …
6. "Professional corporation" or "corporation" means a corporation that is incorporated under this
chapter for the purpose of rendering professional service and which has as its shareholders only
individuals who themselves are licensed or otherwise legally authorized within this sta te to
render the same professional service as the corporation or non -licensed employees as provided in
section 10-31-07.1.…
10. "Professional service" means the personal service to the public which requires a license as a
condition precedent to the rendering of such service and which requires as a condition of
licensure an undergraduate or advanced college degree in the specific field.
10-31-02. Articles of incorporation.
1. One or more individuals may incorporate a professional organization in the form of a
corporation for the practice of a profession by filing articles of incorporation with the secretary
of state. The articles of incorporation must meet the requirements of chapter 10-19.1 a nd contain
the following:
a. The profession to be practiced through the professional corporation; and
b. The names and residence addresses of all of the original shareholders of the professional
corporation who will practice the profession in this state.
2. At the time the articles of incorporation are filed with the secretary of state, the professional
corporation also shall file a certificate from the regulating board of the profession involve d that
each of the directors and shareholders of voting shares who will practice the profession in t his
state, if any, is licensed to practice the profession in this state.
10-31-03. Applicability of chapter 10-19.1. Chapter 10-19.1 applies to a professional
organization that is created in the form of a corporation and which enjoys the powers and
privileges and is subject to the duties, restrictions, and liabilities of other c orporations except
when inconsistent with the letter and purpose of this chapter. This chapter takes precede nce in
the event of any conflict with chapter 10-19.1.
10-31-04. Purpose for which created.
1. A professional organization may be created pursuant to this chapter only for the purpose of
rendering one specific type of professional service and services ancillary thereto or for the
purpose of rendering two or more kinds of professional services that are specifically authorized
to be practiced in combination under the licensing laws of each of the professional se rvices to be
practiced by a licensed individual or partnership of licensed individuals and ancillary se rvices.
This subsection does not preclude an organization created pursuant to this chapter from
rendering more than one specific type of professional service if the services rendered are se t
forth in chapters 43-03 and 43-19.1 or if the services rendered are set forth in chapters 43-26.1
and 43-40.
2. A professional organization may not engage in any business other than rendering the
professional service for which it was created to render and services ancillary thereto. However, a
professional organization may own real and personal property necessary or appropriate for
rendering the type of professional services it was created to render and may invest its funds in
real estate mortgages, stocks, bonds, membership interests, and any other type of investment.
10-31-05. Name.
1. The name of a professional organization:
a. In the form of a corporation incorporated under this chapter must contain:
(1) The word "chartered";
(2) The word "limited" or the abbreviation "Ltd.";
(3) The words "professional corporation" or either the abbreviation "P.C." or the abbreviation
"PC", either of which may be used interchangeably for all purposes authorized by chapter 10-31,
including real estate matters, contracts, and filings with the secretary of state; or
(4) The words "professional association" or either the abbreviation "P.A." or the abbreviation
"PA", either of which may be used interchangeably for all purposes authorized by chapter 10-31,
including real estate matters, contracts, and filings with the secretary of state.
10-31-06. Executives and owners.
1. No individual may be simultaneously an executive or owner of more than one professional
organization.
2. A professional organization in the form of a corporation which has only one shareholder need
have only one director, who must be the shareholder. That individual also shall serve as the
president and treasurer of the corporation. The other officers of the corporation need not be
licensed or otherwise legally authorized in the same field of endeavor as the president.
3. A retired individual may not continue as an executive or owner of a professional organization.
10-31-07. Issuance and transfer of shares. A professional organization in the form of a
corporation may issue its shares only to persons who are licensed to render the same specific
professional services as those for which the corporation was incorporated or as provided by
section 10-31-07.1. A shareholder may voluntarily transfer shares in a professional corporation
only to a person owning or eligible to own the same type of shares as the person making the
transfer. The issuance of any shares in violation of this section is void. The voluntary transfe r of
any shares in violation of this section is void. No share may be transferred upon the books of the
professional corporation or issued by the professional corporation until there is presented to and
filed with the corporation a certificate from the regulating board stating that t he person to whom
the transfer is to be made or the share issued is licensed to render the same speci fic professional
services as those for which the corporation was incorporated.
10-31-07.1. Retirement plan trust - Voting and nonvoting shares. A professional corporation
may establish a retirement plan trust which allows the corporation to contribute nonvoti ng shares
for non -licensed employees and voting shares for licensed employees.
10-31-07.2. Issuance and transfer of membership interests. A professional organization in the
form of a limited liability company may issue membership interests only to persons who are
licensed to render the same specific professional services as those for which the company was
organized. A member may voluntarily transfer membership interests in a professional limi ted
liability company only to a person owning or eligible to own a membership interest. T he
reflection of any membership interests in the required records of the professional limited liability
company in violation of this section is void. The voluntary transfer of any membership interest s
in violation of this section is void. No membership interest may be reflected in the required
records of the professional limited liability company until there is presented to and fi led with the
limited liability company a certificate from the regulating board stating t hat the person to whom
the transfer is to be made or the membership interest issued is licensed to render the same
specific professional services as those for which the limited liability company was organized.
10-31-07.3. Issuance and transfer of partnership interests. A professional organization in the
form of a limited liability partnership may issue partnership interests only to indivi duals who are
licensed to render the same specific professional services as those for which the partnership was
registered. A partner may voluntarily transfer partnership interests in a professional limit ed
liability partnership only to a person owning or eligible to own a partnership interest. The
issuance of any partnership interests issued in violation of this section is void. The volunt ary
transfer of any partnership interests in violation of this section is void. No partnership interest
may be transferred upon the books of the professional limited liability partnership or issued by
the professional limited liability partnership until there is presented to and file d with the limited
liability partnership a certificate from the regulating board stating that the person to whom the
transfer is to be made or the partnership interest issued is licensed to render the sa me specific
professional services as those for which the limited liability partnership was registered.
10-31-08. Professional services through officers, managers, employees, agents. No
organization created under this chapter may render professional services except through its
executives, employees, and agents who are licensed to render professional services in this st ate.
In this section, the term "employee" does not include a clerk, secretary, bookkeeper, nurse,
technician, or assistant, who is not usually and ordinarily considered by custom and practice t o
be rendering professional services to the public for which a license or other legal authoriza tion is
required in connection with the profession practiced by a particular professional organization.
10-31-09. Professional relationship preserved - Liability of owners – Professional
regulation.
1. This chapter does not modify any law applicable to the relationship between a person
furnishing professional service and a person receiving professional service, including liability
arising out of the professional service, and including the confidential relationship between the
person rendering the professional service and the person receiving the professional service, if
any, and all confidential relationships previously enjoyed under the laws of this state or
hereinafter enacted must remain inviolate.
2. Subject to subsection 1, nothing contained in this section renders an executive, owner, or
employee of a professional organization personally liable in tort for any act in which tha t
individual has not personally participated or in contract for any contract which that individual
executes on behalf of a professional organization within the limits of that individual's authority.
3. Nothing in this chapter restricts or limits in any manner the authority and duty of the
regulating boards for the licensing of an individual rendering professional services.
4. No professional organization may do any act that is prohibited to be done by any individual
licensed to practice the profession which the professional organization is created to render.
10-31-10. Legal disqualification. If any executive or owner of a professional organization
becomes legally disqualified to render a professional service within this state or ac cepts
employment or is elected to a public office that, pursuant to existing law, is a restriction or
limitation upon rendering of professional service, that individual shall sever all empl oyment with
or financial interest in the professional organization. A professional organization's failure to
comply or require compliance with this section is a ground for the forfeiture of its right t o render
professional service as a professional organization pursuant to this chapter.
10-31-11. Disposition of shares, membership interests, or partnership interests on death or
disqualification.
1. With respect to a professional organization in the form of a corporation:
a. The articles of incorporation may provide for the purchase or redemption of the shares of any
shareholder upon the death or disqualification of the shareholder, or the same may be provide d
for in the bylaws or by private agreement. In the absence of a provision for the same in the
articles of incorporation or the bylaws or by private agreement, the corporation has an option to
purchase the shares of a deceased shareholder or a shareholder no longer qualified to own shares
in such corporation within six months after the death or disqualification of the shareholder.
b. The option price for the shares must be the book value as of the end of the month imm ediately
preceding the death or disqualification of the shareholder unless otherwise specified in the
articles of incorporation, bylaws, or by private agreement. Book value must be determined from
the books and records of the professional corporation in accordance with the regular method of
accounting used by the corporation.
c. If the corporation fails to exercise the option, the shares of the deceased or disqual ified
shareholder may be sold to any individual licensed or otherwise legally authorized to re nder the
same professional service as that for which the corporation was incorporated.
d. A disqualified shareholder, or the estate of a deceased shareholder, may continue to hold
shares of the corporation during said option period and for a reasonable period thereafter,
pending transfer to another licensed or otherwise legally authorized individual, but may not
participate in any decisions concerning the performance of professional service.
2. With respect to a professional organization in the form of a limited liability company:
a. The articles of organization may provide for the purchase or redemption of the membership
interest of any member upon the death or disqualification of the member, or the sam e may be
provided for in the bylaws, in the member-control agreement, or by private agreement. In the
absence of a provision for the same in the articles of organization, in the bylaws, in the member-
control agreement, or by private agreement, the limited liability company has an option to
purchase the membership interest of a deceased member or a member no longer qualifie d to own
a membership interest in the limited liability company within six months afte r the death or
disqualification of the member.
b. The option price for such membership interest must be the book value as of the end of the
month immediately preceding the death or disqualification of the member unless ot herwise
specified in the articles of organization, in the bylaws, in the member-control agre ement, or by
private agreement. Book value must be determined from the books and records of the limi ted
liability company in accordance with the regular method of accounting used by the li mited
liability company.
c. If the limited liability company fails to exercise the option, the me mbership interest of the
deceased or disqualified member may be sold to any individual licensed or otherwise l egally
authorized to render the same professional service as that for which the limited l iability company
was organized.
d. A disqualified member, or the estate of a deceased member, may continue to hold a
membership interest in the limited liability company during the option period and for a
reasonable period thereafter, pending transfer to another licensed or otherwise legally aut horized
individual, but may not participate in any decisions concerning the performance of professiona l
service.
3. With respect to a professional organization in the form of a limited liability partnership:
a. The partnership agreement may provide for the purchase or redemption of the partnership
interest of any partner upon the death or disqualification of the partner, or the same m ay be
provided for by private agreement. In the absence of a provision for the same in the partnershi p
agreement or by private agreement, the limited liability partnership has an opti on to purchase the
partnership interest of a deceased partner or a partner no longer qualified to own a partnershi p
interest in the limited liability partnership within six months after the death or disqualification of
the partner.
b. The option price for the partnership interest must be the book value as of the end of t he month
immediately preceding the death or disqualification of the partner unless otherwise spe cified in
the partnership agreement or by private agreement. Book value must be determined from the
books and records of the limited liability partnership in accordance with the regular m ethod of
accounting used by the limited liability partnership.
c. If the limited liability partnership fails to exercise the option, the partne rship interest of the
deceased or disqualified partner may be sold to any individual licensed or otherwise lega lly
authorized to render the same professional service as that for which the limited li ability
partnership was registered. d. The disqualified partner, or the estate of a deceased partne r, may
continue to hold a partnership interest in the limited liability partnership during the option period
and for a reasonable period thereafter, pending transfer to another licensed or otherwise legal ly
authorized individual, but may not participate in any decisions concerning the performance of
professional service.
10-31-12. Death of last or only shareholder - Amendment of articles of incorporation -
Involuntary dissolution.
1. In the event of the death of the last or only shareholder of a professional corporation whose
shares pass to heirs by intestate succession, to devisees under a last will and testament, or
otherwise pass by operation of law to an individual not legally qualified to render the
professional services which the professional corporation was incorporated to perform, the heirs,
devisees, or personal representative of the deceased shareholder, within six months after the date
of death of the last or only shareholder, may amend the articles of incorporation to provi de that
the corporation must continue as a corporation under chapter 10-19.1.
2. The death of the last or only shareholder of a professional corporation and the failure of the
heirs, devisees, or personal representative to make an amendment within six months after the
death is a ground for the involuntary dissolution of the professional corporation.
3. When notified of the facts, the secretary of state shall certify immediatel y the facts to the
attorney general who shall take immediate appropriate action to dissolve the professi onal
corporation.
10-31-13. Professional organizations - Annual reports - Renewal.
1. With respect to a professional organization in the form of a corporation: a. Each corporat ion
incorporated under this chapter shall file with the secretary of state an annual report at the time
specified for the filing of the report by chapter 10-19.1 giving the name and residence address of
each officer, director, and shareholder of the corporation at the time of filing of the re port. With
respect to shares, the report must include:
(1) A statement of the aggregate number of shares the corporation has authority to issue,
itemized by classes, par value of shares, shares without par value, and series, if any, wit hin a
class; and
(2) A statement of the aggregate number of issued shares, itemized by classes, par value of
shares, shares without par value, and series, if any, within a class.
b. The report must include a statement that all directors and shareholders of voting sha res who
practice in this state are licensed to render the same specific professional servi ces as those for
which the corporation was incorporated. The report must be:
(1) Made on a form as prescribed and furnished by the secretary of state;
(2) Signed by the president or vice president of the corporation; and
(3) Accompanied by the filing fee prescribed in chapter 10-19.1.
c. A copy of the report must be filed at the same time with the regulatory board t hat licenses the
shareholders described in the report. No filing fee may be charged by the regulatory board.
d. A regulatory board issuing a license under section 10-31-01 shall issue a certificate required in
section 10-31-02. The certificate must be on a form prescribed and furnished by the secretary of
state. The regulatory board may charge and collect a fee not to exceed twenty dol lars per
individual certified to be licensed by the regulating board.
2. With respect to a professional organization in the form of a limited liability company:
a. Each limited liability company organized under this chapter shall file wit h the secretary of
state an annual report at the time specified for the filing of the report by chapt er 10-32 giving the
name and residence address of all managers, governors, and members of the organization at the
time of filing of the annual report.
b. The report must include a statement that all governors and members holding voting
membership interests who practice in this state are licensed to render the same specific
professional services as those for which the limited liability company was organized. T his report
must be:
(1) Made on a form as prescribed and furnished by the secretary of state;
(2) Signed by the president or vice president of the limited liability company; and
(3) Accompanied by the filing fee prescribed in section 10-32-180.
c. A copy of the report must be filed at the same time with the regulatory board t hat licenses the
members described in the report. No filing fee may be charged by the regulatory board.
d. A regulatory board issuing a license under section 10-31-01 shall issue a certificate requi red in
section 10-31-02. The certificate must be on a form prescribed and furnished by the secretary of
state. The regulatory board may charge and collect a fee not to exceed twenty dol lars per
individual certified to be licensed by the regulatory board.
3. With respect to a professional organization in the form of a limited liability partnership:
a. The annual report filed with the secretary of state at the time specified for the filing of the
report by chapter 45-22 must include the name and residence address of each partner of the
organization at the time of filing of the annual report.
b. The annual report must include a statement that each partner holding voting pa rtnership
interests who practices in this state is licensed to render the same specific profe ssional services
as those for which the limited liability partnership was registered. The annual report must be:
(1) Made on a form prescribed and furnished by the secretary of state;
(2) Signed by a managing partner of the limited liability partnership; and
(3) Accompanied by the filing fee prescribed in section 45-22-22.
c. A copy of the annual report must be filed at the same time with the regulatory board that
licenses the partners described in the annual report. A filing fee may not be charged by the
regulatory board.
d. A regulatory board issuing a license under section 10-31-01 shall issue a certificate requi red in
section 10-31-02. The certificate must be on a form prescribed and furnished by the secretary of
state. The regulatory board may charge and collect a fee not exceeding twenty doll ars per
individual certified to be licensed by the regulating board.
PRIOR TO FILING THE ARTICLES OF INCORPORATION FORMING A
PROFESSIONAL CORPORATION WHOSE PURPOSE IS TO ENGAGE IN THE
PRACTICE OF A STATE-LICENSED PROFESSION, YOU MUST CONTACT THE
NORTH DAKOTA REGULATORY BOARD/GOVERNING ENTITY FOR YOUR
PROFESSION AND CONFIRM THAT YOU ARE IN COMPLIANCE WITH ALL OF
THE BOARD'S RULES AND REGULATIONS.
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Forms List
The following forms are available for download with this package. ND-NAMERESV: Application for Reservation of Entity Name
ND-00INCP: Articles of Incorporation
ND-PC-TL: Sample Transmittal Letter
ND-PC-OM: Sample Organizational Minutes
ND-PC-BL: Sample Bylaws
US-IRS-SS-4 : Application for Federal Tax Identification Number & Instructions
US-IRS-2553 : Election of “S” Corporation Status & Instructions
ND-PC-AM : Sample Annual Minutes
ND-PC-CR : Sample Corporate Notices of Meetings, Resolutions, Simple Stock
Ledger & Certificate
Instructions on using the forms are either included with the forms and/or found in the Steps to
Incorporate section, below.
* * *
Notes on Downloading the Forms
In order that we can provide you with the most up to date forms at all times, all forms are located
on our servers for you to down load, complete and print. Downloading instructions are provided
and we will assist if you have any problems.
From the download page, the easiest procedure to download the forms is to right click on the
form links and select “save target as” to save each form to your hard drive.
You will have six days during which you can return to the forms download page to download the
forms again if needed. You are advised to save the forms to your computer as soon as possible
to avoid any problem with the six day limit. * * *
Notes on Completing the Forms
The forms in this package may be available in Adobe Acrobat (“.pdf”) and/or Microsoft Word
(“.doc”) format.
If available in .pdf format, the forms will contain “fillable” blanks which you can type directly
into, and print. However, you can still print the form and fill in with a typewriter or by hand if
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If you experience problems, please let us know.
* * *
Steps to Incorporate
The practice of a state-licensed profession in the State of North Dakota is
controlled, generally, by the statutory mandates set out in the statutes noted
above, in statutes applicable to your profession, and by the rules and regulations
established by the North Dakota Board or other governing entity for your
profession. You should check with your governing entity to determine if there are
any additional rules or regulations promulgated with which you must comply, any
certificate of compliance or licensure you must obtain, etc.
Step 1:See FORM: ND-NAMERESV
APPLICATION FOR RESERVATION OF ENTITY NAME
Confirm with the State Board or governing entity for the profession the
acceptability of the corporate name you wish to use.
It is recommended that you reserve a corporate name in order to assure that your
Articles of Incorporation are not rejected because the name you have selected is
not available.
You may skip this step and go to Step 2, but if the corporate name you have
selected is not available, the Articles of Incorporation will be rejected and
returned to you.
Detailed instructions are provided beginning on page 2 of the form.
Mail the original and one copy of your APPLICATION FOR RESERVATION
OF NAME, a certificate approving the name from the State Board or governing
entity for the profession (if applicable), the $10.00 filing fee , to:
Business Division Secretary of State
State of North Dakota
600 E Boulevard Ave Dept 108
Bismarck ND 58505-0500
Step 2:INSTRUCTIONS FOR FILING ARTICLES OF INCORPORATION
See FORM: ND-00INCP
ARTICLES OF INCORPORATION
In addition to the Article of Incorporation, you must file:
(1) The Registered Agent consent form (see last page, ND-00INCP)
(2) A certificate from the regulating board of the profession involved certifying
that each of the directors and shareholders are licensed to practice the profession
Detailed instructions appear on page two of the ND-00INCP.
Step 3: Mail documents AND filing fees, to: Business DivisionSecretary of State
State of North Dakota
600 E Boulevard Ave Dept 108 Bismarck ND 58505-0500
A cover letter to send with ARTICLES OF INCORPORATION is included.
See FORM: ND-PC-TL
SAMPLE TRANSMITTAL LETTER
Step 4: Upon return of the Articles of Incorporation, conduct an Initial meeting at which time directors and officers are elected, by-laws are adopted, and other action is
taken.
See FORM: ND-PC-OM
SAMPLE ORGANIZATIONAL MINUTES
See FORM: ND-PC-BL
SAMPLE BY-LAWS
Step 5: Apply for a Federal Tax Identification Number. This is done with form IRS-SS-4. Mail to your regional IRS office.
See Supplemental Form: US-IRS-SS-4
APPLICATION FOR FEDERAL TAX ID & INSTRUCTIONS
Step 6: If you elect Subchapter S status so that the corporation income and losses will pass to the shareholders, complete and file form 2553 with the Internal Revenue
Service. It is important that this form be filed timely or the corporation will have
to pay the C Corporation tax rate.
See Supplemental Form: US-IRS-2553
ELECTION OF S-CORPORATION STATUS & INSTRUCTIONS
Step 7: Open a Corporate bank account and conduct business.
Step 8: Hold an annual meeting of the directors and shareholders at least once a year t o
elect directors and officers for the upcoming year and to take action as needed.
See FORM: ND-PC-AM
SAMPLE ANNUAL MINUTES
General: For your convenience, additional forms are included such as Sample Corporate Notices of Meetings, Resolutions, Simple Stock Ledger & Certificate.
See Supplemental Form: ND-PC-CR
* * *
Accessories
U. S. Legal Forms, Inc. offers the following corporate accessories:
Corporate Seal: If you would like to order a corporate seal call U.S. Legal Forms, Inc. at
(601) 825-0382. Engraved with your name: $24.95 plus shipping, or see
http://www.uslegalbookstore.com/officeproducts/
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http://www.uslegalbookstore.com/officeproducts/
Imprinted (or blank) Lithographed Stock Certificates: Preview:
http://www.uslegalforms.com/images/cert2.gif
Order for your state: http://www.uslegalforms.com/stock-certificates.htm
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